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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM N-PX
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ANNUAL REPORT OF PROXY VOTING RECORD OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-21780
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MFS SERIES TRUST XII
(Exact name of registrant as specified in charter)
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111 Huntington Avenue, Boston, Massachusetts 02199
(Address of principal executive offices) (Zip code)
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Christopher R. Bohane
Massachusetts Financial Services Company
111 Huntington Avenue
Boston, Massachusetts 02199
(Name and address of agents for service)
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Registrant's telephone number, including area code: (617) 954-5000
Date of fiscal year end: April 30 and October 31*
Date of reporting period: July 1, 2018 - June 30, 2019
* The MFS Equity Opportunities Fund has a fiscal year end of October 31. The
fiscal year ends of the remaining series of the Registrant are April 30.
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ITEM 1. PROXY VOTING RECORD.
******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-21780
Reporting Period: 07/01/2018 - 06/30/2019
MFS Series Trust XII
======================== MFS Equity Opportunities Fund =========================
ADOBE INC.
Ticker: ADBE Security ID: 00724F101
Meeting Date: APR 11, 2019 Meeting Type: Annual
Record Date: FEB 13, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Amy L. Banse For For Management
1b Elect Director Frank A. Calderoni For Against Management
1c Elect Director James E. Daley For For Management
1d Elect Director Laura B. Desmond For For Management
1e Elect Director Charles M. Geschke For For Management
1f Elect Director Shantanu Narayen For For Management
1g Elect Director Kathleen Oberg For For Management
1h Elect Director Dheeraj Pandey For For Management
1i Elect Director David A. Ricks For For Management
1j Elect Director Daniel L. Rosensweig For For Management
1k Elect Director John E. Warnock For For Management
2 Approve Omnibus Stock Plan For For Management
3 Ratify KPMG LLP as Auditors For For Management
4 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
5 Report on Gender Pay Gap Against For Shareholder
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AGCO CORP.
Ticker: AGCO Security ID: 001084102
Meeting Date: APR 25, 2019 Meeting Type: Annual
Record Date: MAR 15, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Roy V. Armes For For Management
1.2 Elect Director Michael C. Arnold For For Management
1.3 Elect Director P. George Benson For For Management
1.4 Elect Director Suzanne P. Clark For For Management
1.5 Elect Director Wolfgang Deml For For Management
1.6 Elect Director George E. Minnich For For Management
1.7 Elect Director Martin H. Richenhagen For For Management
1.8 Elect Director Gerald L. Shaheen For For Management
1.9 Elect Director Mallika Srinivasan For For Management
1.10 Elect Director Hendrikus Visser For For Management
2 Advisory Vote to Ratify Named For Against Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditor For For Management
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AMAZON.COM, INC.
Ticker: AMZN Security ID: 023135106
Meeting Date: MAY 22, 2019 Meeting Type: Annual
Record Date: MAR 28, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Jeffrey P. Bezos For For Management
1b Elect Director Rosalind G. Brewer For For Management
1c Elect Director Jamie S. Gorelick For For Management
1d Elect Director Daniel P. Huttenlocher For For Management
1e Elect Director Judith A. McGrath For For Management
1f Elect Director Indra K. Nooyi For For Management
1g Elect Director Jonathan J. Rubinstein For For Management
1h Elect Director Thomas O. Ryder For For Management
1i Elect Director Patricia Q. Stonesifer For For Management
1j Elect Director Wendell P. Weeks For Against Management
2 Ratify Ernst & Young LLP as Auditor For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Report on Management of Food Waste Against For Shareholder
5 Reduce Ownership Threshold for Against For Shareholder
Shareholders to Call Special Meeting
6 Prohibit Sales of Facial Recognition Against Against Shareholder
Technology to Government Agencies
7 Report on Impact of Government Use of Against For Shareholder
Facial Recognition Technologies
8 Report on Products Promoting Hate Against For Shareholder
Speech
9 Require Independent Board Chairman Against For Shareholder
10 Report on Sexual Harassment Against For Shareholder
11 Report on Climate Change Against For Shareholder
12 Disclose a Board of Directors' Against Against Shareholder
Qualification Matrix
13 Report on Gender Pay Gap Against For Shareholder
14 Assess Feasibility of Including Against For Shareholder
Sustainability as a Performance
Measure for Senior Executive
Compensation
15 Provide Vote Counting to Exclude Against Against Shareholder
Abstentions
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BANK OF AMERICA CORPORATION
Ticker: BAC Security ID: 060505104
Meeting Date: APR 24, 2019 Meeting Type: Annual
Record Date: MAR 04, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Sharon L. Allen For For Management
1b Elect Director Susan S. Bies For For Management
1c Elect Director Jack O. Bovender, Jr. For For Management
1d Elect Director Frank P. Bramble, Sr. For For Management
1e Elect Director Pierre J.P. de Weck For For Management
1f Elect Director Arnold W. Donald For For Management
1g Elect Director Linda P. Hudson For For Management
1h Elect Director Monica C. Lozano For For Management
1i Elect Director Thomas J. May For For Management
1j Elect Director Brian T. Moynihan For For Management
1k Elect Director Lionel L. Nowell, III For For Management
1l Elect Director Clayton S. Rose For For Management
1m Elect Director Michael D. White For For Management
1n Elect Director Thomas D. Woods For For Management
1o Elect Director R. David Yost For For Management
1p Elect Director Maria T. Zuber For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Amend Omnibus Stock Plan For For Management
5 Report on Gender Pay Gap Against For Shareholder
6 Provide Right to Act by Written Consent Against For Shareholder
7 Amend Proxy Access Right Against Against Shareholder
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BIOGEN INC.
Ticker: BIIB Security ID: 09062X103
Meeting Date: JUN 19, 2019 Meeting Type: Annual
Record Date: APR 22, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director John R. Chiminski None None Management
*Withdrawn Resolution*
1b Elect Director Alexander J. Denner For For Management
1c Elect Director Caroline D. Dorsa For For Management
1d Elect Director William A. Hawkins For For Management
1e Elect Director Nancy L. Leaming For For Management
1f Elect Director Jesus B. Mantas For For Management
1g Elect Director Richard C. Mulligan For For Management
1h Elect Director Robert W. Pangia For For Management
1i Elect Director Stelios Papadopoulos For For Management
1j Elect Director Brian S. Posner For For Management
1k Elect Director Eric K. Rowinsky For For Management
1l Elect Director Lynn Schenk For For Management
1m Elect Director Stephen A. Sherwin For For Management
1n Elect Director Michel Vounatsos For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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BOOKING HOLDINGS INC.
Ticker: BKNG Security ID: 09857L108
Meeting Date: JUN 06, 2019 Meeting Type: Annual
Record Date: APR 11, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Timothy M. Armstrong For For Management
1.2 Elect Director Jeffery H. Boyd For For Management
1.3 Elect Director Glenn D. Fogel For For Management
1.4 Elect Director Mirian Graddick-Weir For For Management
1.5 Elect Director James M. Guyette For For Management
1.6 Elect Director Wei Hopeman For For Management
1.7 Elect Director Robert J. Mylod, Jr. For For Management
1.8 Elect Director Charles H. Noski For For Management
1.9 Elect Director Nancy B. Peretsman For For Management
1.10 Elect Director Nicholas J. Read For For Management
1.11 Elect Director Thomas E. Rothman For For Management
1.12 Elect Director Lynn M. Vojvodich For For Management
1.13 Elect Director Vanessa A. Wittman For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Amend Proxy Access Bylaw Against Against Shareholder
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BRUNSWICK CORP.
Ticker: BC Security ID: 117043109
Meeting Date: MAY 08, 2019 Meeting Type: Annual
Record Date: MAR 11, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director David C. Everitt For For Management
1b Elect Director Lauren Patricia Flaherty For For Management
1c Elect Director Joseph W. McClanathan For For Management
1d Elect Director Roger J. Wood For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as Auditor For For Management
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CF INDUSTRIES HOLDINGS, INC.
Ticker: CF Security ID: 125269100
Meeting Date: MAY 08, 2019 Meeting Type: Annual
Record Date: MAR 15, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Javed Ahmed For For Management
1b Elect Director Robert C. Arzbaecher For For Management
1c Elect Director William Davisson For For Management
1d Elect Director John W. Eaves For For Management
1e Elect Director Stephen A. Furbacher For For Management
1f Elect Director Stephen J. Hagge For For Management
1g Elect Director John D. Johnson For For Management
1h Elect Director Anne P. Noonan For For Management
1i Elect Director Michael J. Toelle For For Management
1j Elect Director Theresa E. Wagler For For Management
1k Elect Director Celso L. White For For Management
1l Elect Director W. Anthony Will For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
4 Provide Right to Act by Written Consent Against For Shareholder
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CIGNA CORPORATION
Ticker: CI Security ID: 125523100
Meeting Date: APR 24, 2019 Meeting Type: Annual
Record Date: FEB 25, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director David M. Cordani For For Management
1.2 Elect Director William J. DeLaney For For Management
1.3 Elect Director Eric J. Foss For For Management
1.4 Elect Director Elder Granger For For Management
1.5 Elect Director Isaiah Harris, Jr. For For Management
1.6 Elect Director Roman Martinez, IV For For Management
1.7 Elect Director Kathleen M. Mazzarella For For Management
1.8 Elect Director Mark B. McClellan For For Management
1.9 Elect Director John M. Partridge For For Management
1.10 Elect Director William L. Roper For For Management
1.11 Elect Director Eric C. Wiseman For For Management
1.12 Elect Director Donna F. Zarcone For For Management
1.13 Elect Director William D. Zollars For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
4 Provide Right to Act by Written Consent Against For Shareholder
5 Report on Cyber Risk *Withdrawn None None Shareholder
Resolution*
6 Report on Gender Pay Gap Against For Shareholder
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DXC TECHNOLOGY COMPANY
Ticker: DXC Security ID: 23355L106
Meeting Date: AUG 15, 2018 Meeting Type: Annual
Record Date: JUN 18, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Mukesh Aghi For For Management
1b Elect Director Amy E. Alving For For Management
1c Elect Director David L. Herzog For For Management
1d Elect Director Sachin Lawande For For Management
1e Elect Director J. Michael Lawrie For For Management
1f Elect Director Mary L. Krakauer For For Management
1g Elect Director Julio A. Portalatin For For Management
1h Elect Director Peter Rutland For For Management
1i Elect Director Manoj P. Singh For For Management
1j Elect Director Robert F. Woods For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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EATON CORPORATION PLC
Ticker: ETN Security ID: G29183103
Meeting Date: APR 24, 2019 Meeting Type: Annual
Record Date: FEB 25, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Craig Arnold For For Management
1b Elect Director Todd M. Bluedorn For Against Management
1c Elect Director Christopher M. Connor For For Management
1d Elect Director Michael J. Critelli For For Management
1e Elect Director Richard H. Fearon For For Management
1f Elect Director Arthur E. Johnson For For Management
1g Elect Director Olivier Leonetti For For Management
1h Elect Director Deborah L. McCoy For For Management
1i Elect Director Gregory R. Page For For Management
1j Elect Director Sandra Pianalto For For Management
1k Elect Director Gerald B. Smith For For Management
1l Elect Director Dorothy C. Thompson For For Management
2 Approve Ernst & Young LLP as Auditor For For Management
and Authorize Board to Fix Their
Remuneration
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Authorize Issue of Equity with For For Management
Pre-emptive Rights
5 Authorize Issue of Equity without For For Management
Pre-emptive Rights
6 Authorize Share Repurchase of Issued For For Management
Share Capital
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EPR PROPERTIES
Ticker: EPR Security ID: 26884U109
Meeting Date: MAY 30, 2019 Meeting Type: Annual
Record Date: MAR 08, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Barrett Brady For Withhold Management
1.2 Elect Director Peter C. Brown For For Management
1.3 Elect Director James B. Connor For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
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EXELON CORPORATION
Ticker: EXC Security ID: 30161N101
Meeting Date: APR 30, 2019 Meeting Type: Annual
Record Date: MAR 04, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Anthony K. Anderson For For Management
1b Elect Director Ann C. Berzin For For Management
1c Elect Director Laurie Brlas For For Management
1d Elect Director Christopher M. Crane For For Management
1e Elect Director Yves C. de Balmann For For Management
1f Elect Director Nicholas DeBenedictis For For Management
1g Elect Director Linda P. Jojo For For Management
1h Elect Director Paul L. Joskow For For Management
1i Elect Director Robert J. Lawless For For Management
1j Elect Director Richard W. Mies For For Management
1k Elect Director Mayo A. Shattuck, III For For Management
1l Elect Director Stephen D. Steinour For Against Management
1m Elect Director John F. Young For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditor
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Report on Costs and Benefits of Against Against Shareholder
Environment-related Activities
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EXTRA SPACE STORAGE INC.
Ticker: EXR Security ID: 30225T102
Meeting Date: MAY 22, 2019 Meeting Type: Annual
Record Date: MAR 25, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Kenneth M. Woolley For For Management
1.2 Elect Director Joseph D. Margolis For For Management
1.3 Elect Director Roger B. Porter For For Management
1.4 Elect Director Joseph J. Bonner For For Management
1.5 Elect Director Ashley Dreier For For Management
1.6 Elect Director Spencer F. Kirk For For Management
1.7 Elect Director Dennis J. Letham For For Management
1.8 Elect Director Diane Olmstead For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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FIDELITY NATIONAL INFORMATION SERVICES, INC.
Ticker: FIS Security ID: 31620M106
Meeting Date: MAY 22, 2019 Meeting Type: Annual
Record Date: APR 01, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Ellen R. Alemany For For Management
1b Elect Director Keith W. Hughes For For Management
1c Elect Director David K. Hunt For For Management
1d Elect Director Stephan A. James For For Management
1e Elect Director Leslie M. Muma For For Management
1f Elect Director Alexander Navab For For Management
1g Elect Director Gary A. Norcross For For Management
1h Elect Director Louise M. Parent For For Management
1i Elect Director Brian T. Shea For For Management
1j Elect Director James B. Stallings, Jr. For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
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GENERAL MILLS, INC.
Ticker: GIS Security ID: 370334104
Meeting Date: SEP 25, 2018 Meeting Type: Annual
Record Date: JUL 27, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Alicia Boler Davis For For Management
1b Elect Director R. Kerry Clark For For Management
1c Elect Director David M. Cordani For For Management
1d Elect Director Roger W. Ferguson, Jr. For For Management
1e Elect Director Jeffrey L. Harmening For For Management
1f Elect Director Maria G. Henry For For Management
1g Elect Director Heidi G. Miller For For Management
1h Elect Director Steve Odland For For Management
1i Elect Director Maria A. Sastre For For Management
1j Elect Director Eric D. Sprunk For For Management
1k Elect Director Jorge A. Uribe For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
4 Report on Impact of Pesticides on Against Against Shareholder
Pollinators
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GMS, INC.
Ticker: GMS Security ID: 36251C103
Meeting Date: OCT 30, 2018 Meeting Type: Annual
Record Date: SEP 04, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director John J. Gavin For Against Management
1b Elect Director Ronald R. Ross For Against Management
1c Elect Director J. David Smith For Against Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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HCA HEALTHCARE, INC.
Ticker: HCA Security ID: 40412C101
Meeting Date: APR 26, 2019 Meeting Type: Annual
Record Date: MAR 07, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Thomas F. Frist, III For For Management
1b Elect Director Samuel N. Hazen For For Management
1c Elect Director Meg G. Crofton For For Management
1d Elect Director Robert J. Dennis For Against Management
1e Elect Director Nancy-Ann DeParle For For Management
1f Elect Director William R. Frist For For Management
1g Elect Director Charles O. Holliday, Jr. For For Management
1h Elect Director Geoffrey G. Meyers For For Management
1i Elect Director Michael W. Michelson For For Management
1j Elect Director Wayne J. Riley For For Management
1k Elect Director John W. Rowe For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Eliminate Supermajority Vote For For Management
Requirement
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HUMANA INC.
Ticker: HUM Security ID: 444859102
Meeting Date: APR 18, 2019 Meeting Type: Annual
Record Date: FEB 25, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Kurt J. Hilzinger For For Management
1b Elect Director Frank J. Bisignano For For Management
1c Elect Director Bruce D. Broussard For For Management
1d Elect Director Frank A. D'Amelio For For Management
1e Elect Director Karen B. DeSalvo For For Management
1f Elect Director W. Roy Dunbar For For Management
1g Elect Director David A. Jones, Jr. For For Management
1h Elect Director William J. McDonald For For Management
1i Elect Director James J. O'Brien For For Management
1j Elect Director Marissa T. Peterson For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Omnibus Stock Plan For For Management
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INGREDION INCORPORATED
Ticker: INGR Security ID: 457187102
Meeting Date: MAY 15, 2019 Meeting Type: Annual
Record Date: MAR 18, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Luis Aranguren-Trellez For For Management
1b Elect Director David B. Fischer For For Management
1c Elect Director Paul Hanrahan For For Management
1d Elect Director Rhonda L. Jordan For For Management
1e Elect Director Gregory B. Kenny For For Management
1f Elect Director Barbara A. Klein For For Management
1g Elect Director Victoria J. Reich For For Management
1h Elect Director Jorge A. Uribe For For Management
1i Elect Director Dwayne A. Wilson For For Management
1j Elect Director James P. Zallie For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify KPMG LLP as Auditors For For Management
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LEAR CORPORATION
Ticker: LEA Security ID: 521865204
Meeting Date: MAY 16, 2019 Meeting Type: Annual
Record Date: MAR 21, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Thomas P. Capo For For Management
1b Elect Director Mei-Wei Cheng For For Management
1c Elect Director Jonathan F. Foster For For Management
1d Elect Director Mary Lou Jepsen For For Management
1e Elect Director Kathleen A. Ligocki For For Management
1f Elect Director Conrad L. Mallett, Jr. For For Management
1g Elect Director Raymond E. Scott For For Management
1h Elect Director Gregory C. Smith For For Management
1i Elect Director Henry D.G. Wallace For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Omnibus Stock Plan For For Management
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LEIDOS HOLDINGS, INC.
Ticker: LDOS Security ID: 525327102
Meeting Date: APR 26, 2019 Meeting Type: Annual
Record Date: FEB 25, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Gregory R. Dahlberg For For Management
1b Elect Director David G. Fubini For For Management
1c Elect Director Miriam E. John For For Management
1d Elect Director Frank Kendall, III For For Management
1e Elect Director Robert C. Kovarik, Jr. For For Management
1f Elect Director Harry M.J. Kraemer, Jr. For For Management
1g Elect Director Roger A. Krone For For Management
1h Elect Director Gary S. May For For Management
1i Elect Director Surya N. Mohapatra For For Management
1j Elect Director Lawrence C. Nussdorf For For Management
1k Elect Director Robert S. Shapard For For Management
1l Elect Director Susan M. Stalnecker For For Management
1m Elect Director Noel B. Williams For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Adopt Simple Majority Vote Against For Shareholder
4 Ratify Deloitte & Touche LLP as For For Management
Auditors
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MARATHON PETROLEUM CORP.
Ticker: MPC Security ID: 56585A102
Meeting Date: SEP 24, 2018 Meeting Type: Special
Record Date: AUG 01, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1 Issue Shares in Connection with Merger For For Management
2 Increase Authorized Common Stock For For Management
3 Approve Increase in Size of Board For For Management
4 Adjourn Meeting For For Management
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MARATHON PETROLEUM CORPORATION
Ticker: MPC Security ID: 56585A102
Meeting Date: APR 24, 2019 Meeting Type: Annual
Record Date: FEB 25, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Evan Bayh For For Management
1b Elect Director Charles E. Bunch For For Management
1c Elect Director Edward G. Galante For For Management
1d Elect Director Kim K.W. Rucker For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Provide Right to Act by Written Consent Against For Shareholder
5 Require Independent Board Chairman Against Against Shareholder
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MCKESSON CORPORATION
Ticker: MCK Security ID: 58155Q103
Meeting Date: JUL 25, 2018 Meeting Type: Annual
Record Date: MAY 31, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director N. Anthony Coles For For Management
1b Elect Director John H. Hammergren For For Management
1c Elect Director M. Christine Jacobs For For Management
1d Elect Director Donald R. Knauss For For Management
1e Elect Director Marie L. Knowles For Against Management
1f Elect Director Bradley E. Lerman For For Management
1g Elect Director Edward A. Mueller For For Management
1h Elect Director Susan R. Salka For For Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Report on Lobbying Payments and Policy Against For Shareholder
5 Pro-rata Vesting of Equity Awards Against Against Shareholder
6 Use GAAP for Executive Compensation Against Against Shareholder
Metrics
7 Reduce Ownership Threshold for Against For Shareholder
Shareholders to Call Special Meeting
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MEDICAL PROPERTIES TRUST, INC.
Ticker: MPW Security ID: 58463J304
Meeting Date: MAY 23, 2019 Meeting Type: Annual
Record Date: MAR 21, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Edward K. Aldag, Jr. For For Management
1.2 Elect Director G. Steven Dawson For For Management
1.3 Elect Director R. Steven Hamner For For Management
1.4 Elect Director Elizabeth N. Pitman For For Management
1.5 Elect Director C. Reynolds Thompson, For For Management
III
1.6 Elect Director D. Paul Sparks, Jr. For For Management
1.7 Elect Director Michael G. Stewart For For Management
2 Ratify PricewaterhouseCoopers LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Omnibus Stock Plan For For Management
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MICROSOFT CORP.
Ticker: MSFT Security ID: 594918104
Meeting Date: NOV 28, 2018 Meeting Type: Annual
Record Date: SEP 26, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director William H. Gates, III For For Management
1.2 Elect Director Reid G. Hoffman For For Management
1.3 Elect Director Hugh F. Johnston For For Management
1.4 Elect Director Teri L. List-Stoll For For Management
1.5 Elect Director Satya Nadella For For Management
1.6 Elect Director Charles H. Noski For For Management
1.7 Elect Director Helmut Panke For For Management
1.8 Elect Director Sandra E. Peterson For For Management
1.9 Elect Director Penny S. Pritzker For For Management
1.10 Elect Director Charles W. Scharf For For Management
1.11 Elect Director Arne M. Sorenson For For Management
1.12 Elect Director John W. Stanton For For Management
1.13 Elect Director John W. Thompson For For Management
1.14 Elect Director Padmasree Warrior For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as For For Management
Auditors
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MOLSON COORS BREWING COMPANY
Ticker: TAP Security ID: 60871R209
Meeting Date: MAY 22, 2019 Meeting Type: Annual
Record Date: MAR 28, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Roger G. Eaton For For Management
1.2 Elect Director Charles M. Herington For For Management
1.3 Elect Director H. Sanford Riley For Withhold Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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MSC INDUSTRIAL DIRECT CO., INC.
Ticker: MSM Security ID: 553530106
Meeting Date: JAN 29, 2019 Meeting Type: Annual
Record Date: DEC 11, 2018
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mitchell Jacobson For For Management
1.2 Elect Director Erik Gershwind For For Management
1.3 Elect Director Jonathan Byrnes For For Management
1.4 Elect Director Roger Fradin For Withhold Management
1.5 Elect Director Louise Goeser For For Management
1.6 Elect Director Michael Kaufmann For For Management
1.7 Elect Director Denis Kelly For For Management
1.8 Elect Director Steven Paladino For For Management
1.9 Elect Director Philip Peller For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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NEXTERA ENERGY PARTNERS LP
Ticker: NEP Security ID: 65341B106
Meeting Date: APR 22, 2019 Meeting Type: Annual
Record Date: FEB 22, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Susan D. Austin For For Management
1b Elect Director Robert J. Byrne For For Management
1c Elect Director Peter H. Kind For For Management
1d Elect Director James L. Robo For Against Management
2 Ratify Deloitte & Touche LLP as For For Management
Auditors
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
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OKTA, INC.
Ticker: OKTA Security ID: 679295105
Meeting Date: JUN 13, 2019 Meeting Type: Annual
Record Date: APR 18, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director J. Frederic Kerrest For Withhold Management
1.2 Elect Director Rebecca Saeger For For Management
1.3 Elect Director Michelle Wilson For Withhold Management
2 Ratify Ernst & Young LLP as Auditor For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
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PHILIP MORRIS INTERNATIONAL INC.
Ticker: PM Security ID: 718172109
Meeting Date: MAY 01, 2019 Meeting Type: Annual
Record Date: MAR 08, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Andre Calantzopoulos For For Management
1.2 Elect Director Louis C. Camilleri For Against Management
1.3 Elect Director Massimo Ferragamo For For Management
1.4 Elect Director Werner Geissler For For Management
1.5 Elect Director Lisa A. Hook For For Management
1.6 Elect Director Jennifer Li For For Management
1.7 Elect Director Jun Makihara For For Management
1.8 Elect Director Kalpana Morparia For For Management
1.9 Elect Director Lucio A. Noto For For Management
1.10 Elect Director Frederik Paulsen For For Management
1.11 Elect Director Robert B. Polet For For Management
1.12 Elect Director Stephen M. Wolf For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify PricewaterhouseCoopers SA as For For Management
Auditor
--------------------------------------------------------------------------------
PHILLIPS 66
Ticker: PSX Security ID: 718546104
Meeting Date: MAY 08, 2019 Meeting Type: Annual
Record Date: MAR 11, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Greg C. Garland For For Management
1b Elect Director Gary K. Adams For For Management
1c Elect Director John E. Lowe For For Management
1d Elect Director Denise L. Ramos For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Advisory Vote on Say on Pay Frequency One Year One Year Management
5 Report on Plastic Pollution *Withdrawn None None Shareholder
Resolution*
--------------------------------------------------------------------------------
PLANET FITNESS, INC.
Ticker: PLNT Security ID: 72703H101
Meeting Date: APR 29, 2019 Meeting Type: Annual
Record Date: MAR 08, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Craig Benson For Withhold Management
1.2 Elect Director Cambria Dunaway For Withhold Management
2 Ratify KPMG LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
REGAL BELOIT CORP.
Ticker: RBC Security ID: 758750103
Meeting Date: APR 30, 2019 Meeting Type: Annual
Record Date: MAR 07, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Stephen M. Burt For For Management
1b Elect Director Anesa T. Chaibi For For Management
1c Elect Director Christopher L. Doerr For For Management
1d Elect Director Thomas J. Fischer For For Management
1e Elect Director Dean A. Foate For For Management
1f Elect Director Rakesh Sachdev For For Management
1g Elect Director Curtis W. Stoelting For For Management
1h Elect Director Jane L. Warner For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as Auditor For For Management
--------------------------------------------------------------------------------
STARBUCKS CORP.
Ticker: SBUX Security ID: 855244109
Meeting Date: MAR 20, 2019 Meeting Type: Annual
Record Date: JAN 10, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Rosalind G. Brewer For For Management
1b Elect Director Mary N. Dillon For Against Management
1c Elect Director Mellody Hobson For For Management
1d Elect Director Kevin R. Johnson For For Management
1e Elect Director Jorgen Vig Knudstorp For For Management
1f Elect Director Satya Nadella For For Management
1g Elect Director Joshua Cooper Ramo For For Management
1h Elect Director Clara Shih For For Management
1i Elect Director Javier G. Teruel For For Management
1j Elect Director Myron E. Ullman, III For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as For For Management
Auditors
4 Adopt a Policy on Board Diversity Against Against Shareholder
5 Report on Sustainable Packaging Against For Shareholder
--------------------------------------------------------------------------------
STORE CAPITAL CORPORATION
Ticker: STOR Security ID: 862121100
Meeting Date: MAY 30, 2019 Meeting Type: Annual
Record Date: APR 01, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Joseph M. Donovan For For Management
1.2 Elect Director Mary Fedewa For For Management
1.3 Elect Director Morton H. Fleischer For For Management
1.4 Elect Director William F. Hipp For For Management
1.5 Elect Director Catherine D. Rice For For Management
1.6 Elect Director Einar A. Seadler For For Management
1.7 Elect Director Rajath Shourie For For Management
1.8 Elect Director Quentin P. Smith, Jr. For For Management
1.9 Elect Director Christopher H. Volk For For Management
2 Amend Bylaws to Permit Shareholders to For For Management
Amend Bylaws
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Ratify Ernst & Young LLP as Auditors For For Management
--------------------------------------------------------------------------------
TECH DATA CORPORATION
Ticker: TECD Security ID: 878237106
Meeting Date: JUN 05, 2019 Meeting Type: Annual
Record Date: MAR 28, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Charles E. Adair For For Management
1b Elect Director Karen M. Dahut For For Management
1c Elect Director Robert M. Dutkowsky For For Management
1d Elect Director Harry J. Harczak, Jr. For For Management
1e Elect Director Bridgette P. Heller For For Management
1f Elect Director Richard T. Hume For For Management
1g Elect Director Kathleen Misunas For For Management
1h Elect Director Thomas I. Morgan For For Management
1i Elect Director Patrick G. Sayer For For Management
1j Elect Director Savio W. Tung For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
--------------------------------------------------------------------------------
THE BOEING COMPANY
Ticker: BA Security ID: 097023105
Meeting Date: APR 29, 2019 Meeting Type: Annual
Record Date: FEB 28, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Robert A. Bradway For For Management
1b Elect Director David L. Calhoun For For Management
1c Elect Director Arthur D. Collins, Jr. For For Management
1d Elect Director Edmund P. Giambastiani, For For Management
Jr.
1e Elect Director Lynn J. Good For For Management
1f Elect Director Nikki R. Haley For For Management
1g Elect Director Lawrence W. Kellner For For Management
1h Elect Director Caroline B. Kennedy For For Management
1i Elect Director Edward M. Liddy For For Management
1j Elect Director Dennis A. Muilenburg For For Management
1k Elect Director Susan C. Schwab For For Management
1l Elect Director Ronald A. Williams For For Management
1m Elect Director Mike S. Zafirovski For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Ratify Deloitte & Touche LLP as For For Management
Auditors
4 Report on Lobbying Payments and Policy Against For Shareholder
5 Adjust Executive Compensation Metrics Against Against Shareholder
for Share Buybacks
6 Require Independent Board Chairman Against For Shareholder
7 Amend Proxy Access Right Against Against Shareholder
8 Adopt Share Retention Policy For Against Against Shareholder
Senior Executives
--------------------------------------------------------------------------------
TOLL BROTHERS, INC.
Ticker: TOL Security ID: 889478103
Meeting Date: MAR 12, 2019 Meeting Type: Annual
Record Date: JAN 16, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Robert I. Toll For For Management
1.2 Elect Director Douglas C. Yearley, Jr. For For Management
1.3 Elect Director Edward G. Boehne For For Management
1.4 Elect Director Richard J. Braemer For For Management
1.5 Elect Director Christine N. Garvey For For Management
1.6 Elect Director Karen H. Grimes For For Management
1.7 Elect Director Carl B. Marbach For For Management
1.8 Elect Director John A. McLean For For Management
1.9 Elect Director Stephen A. Novick For For Management
1.10 Elect Director Wendell E. Pritchett For For Management
1.11 Elect Director Paul E. Shapiro For For Management
2 Ratify Ernst & Young LLP as Auditors For For Management
3 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
4 Approve Omnibus Stock Plan For For Management
--------------------------------------------------------------------------------
US FOODS HOLDING CORP.
Ticker: USFD Security ID: 912008109
Meeting Date: MAY 01, 2019 Meeting Type: Annual
Record Date: MAR 04, 2019
# Proposal Mgt Rec Vote Cast Sponsor
1a Elect Director Robert M. Dutkowsky For For Management
1b Elect Director Sunil Gupta For For Management
1c Elect Director Pietro Satriano For For Management
2 Advisory Vote to Ratify Named For For Management
Executive Officers' Compensation
3 Approve Omnibus Stock Plan For For Management
4 Amend Certificate of Incorporation to For For Management
Declassify the Board
5 Ratify Deloitte & Touche LLP as Auditor For For Management
============================ MFS Lifetime 2020 Fund ============================
There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.
============================ MFS Lifetime 2025 Fund ============================
There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.
============================ MFS Lifetime 2030 Fund ============================
There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.
============================ MFS Lifetime 2035 Fund ============================
There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.
============================ MFS Lifetime 2040 Fund ============================
There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.
============================ MFS Lifetime 2045 Fund ============================
There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.
============================ MFS Lifetime 2050 Fund ============================
There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.
============================ MFS Lifetime 2055 Fund ============================
There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.
============================ MFS Lifetime 2060 Fund ============================
There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.
=========================== MFS Lifetime Income Fund ===========================
There is no proxy voting activity for the fund, as the fund did not hold any
votable positions during the reporting period.
========== END NPX REPORT
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Registrant: MFS SERIES TRUST XII
By (Signature and Title): David DiLorenzo*
---------------------------------------------------
David DiLorenzo, President and Principal
Executive Officer
Date: August 28, 2019
*By (Signature and Title) /s/ Susan A. Pereira
---------------------------------------------------
Susan A. Pereira, as attorney-in-fact
* Executed by Susan A. Pereira on behalf of David DiLorenzo pursuant to a
Power of Attorney dated June 1, 2017. (1)
(1)Incorporated by reference to MFS Series Trust XIII (File Nos. 2-74959 and
811-03327) Post-Effective Amendment No. 65 filed with the SEC via EDGAR on
June 27, 2017 (accession number 0001104659-17-041693).